Astro Aerospace Ltd. - Quarter Report: 2010 March (Form 10-Q)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 

FORM 10-Q

 X . QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2010

     . TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from ______ to _______

Commission File Number 333-149000

 

LUX ENERGY CORP.

(Name of small business issuer in its charter)

 

Nevada		98-0557091
(State of incorporation)		(I.R.S. Employer Identification No.)

 

Suite 1950 - 777 8th Ave. S.W.

Calgary, Alberta, Canada T2P 3R5

(Address of principal executive offices)

 

 (780) 669-0936   

(Registrant’s telephone number)

with a copy to:

Carrillo Huettel, LLP

3033 Fifth Ave. Suite 201

San Diego, CA 92103

Telephone (619) 399-3090

Facsimile (619) 399-0120

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  X . No      .

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.       . Yes   X  . No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer       .                                                  Accelerated Filer                                     .
Non-Accelerated Filer       .                                                   Smaller Reporting Company            X  .

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).        . Yes   X  . No

As of May 14, 2010, there were 75,750,000 shares of the registrant’s $.001 par value common stock issued and outstanding.

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LUX ENERGY CORP.*

TABLE OF CONTENTS

		Page
PART I. FINANCIAL INFORMATION
ITEM 1.	FINANCIAL STATEMENTS	3
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	7
ITEM 3.	QUALITATIVE AND QUANTITATIVE DISCLOSURES ABOUT MARKET RISK	10
ITEM 4.	CONTROLS AND PROCEDURES	11
PART II. OTHER INFORMATION
ITEM 1.	LEGAL PROCEEDINGS	11
ITEM 1A.	RISK FACTORS	11
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	11
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	12
ITEM 4.	SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS	12
ITEM 5.	OTHER INFORMATION	12
ITEM 6.	EXHIBITS	12

*Please note that throughout this Quarterly Report, except as otherwise indicated by the context, references in this report to “Company”, “LUXE”, “we”, “us” and “our” are references to Lux Energy Corp.

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PART I: FINANCIAL INFORMATION

ITEM 1.

FINANCIAL STATEMENTS

LUX ENERGY CORP.

FKA: Onyx China Inc.

Consolidated Balance Sheets

 (Expressed in US Dollars)

		March 31,		December 31
Assets		2010		2009
		(Unaudited)		(Audited)
Current Assets
Cash and equivalents	$	1,068	$	248
Accounts receivable		547		2,100
Total current assets		1,615		2,348
Oil and gas properties, net – using full cost accounting		208,520		194,791
Total assets	$	210,135	$	197,139
Liabilities and Stockholders’ Equity (Deficit)
Current Liabilities
Accounts payable	$	10,309	$	8,622
Accrued interest		9,767		5,781
Notes payable		275,890		242,952
Total current liabilities		295,966		257,355
Total liabilities		295,966		257,355
Stockholders’ Equity (Deficit)
Common stock, $0.001 par value, 250,000,000 authorized, 75,750,000 shares issued and outstanding as of March 31, 2010and  December 31, 2009		75,750		75,750
Additional paid-in capital		(28,874)		(28,874)
Accumulated deficit		(132,707)		(107,092)
Total stockholders’ equity (deficit)		(85,831)		(60,216)
Total liabilities and stockholders’ equity (deficit)	$	210,135	$	197,139

The accompanying notes are an integral part of these consolidated financial statements

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LUX ENERGY CORP.

FKA: Onyx China Inc.

Consolidated Statements of Operations

 (Expressed in US Dollars)

(Unaudited)

		Three Months Ended
		March 31,
		2010		2009
Revenues
Oil and gas sales	$	4,141	$	-
Expenses
Exploration costs		1,917		-
General and administrative		3,703		5,551
Professional fees		14,996		-
Investor relations		5,273		-
Total expenses		25,889		5,551
Operating loss		(21,748)		(5,551)
Other income and (expenses)
Interest expense		(3,867)		-
Total other income (expense)		(3,867)		-
Net loss	$	(25,615)	$	(5,551)
Net Loss Per Share – Basic and Diluted on continuing operations	$	(0.00)	$	(0.00)
Weighted average number of shares outstanding		75,750,000		75,750,000

The accompanying notes are an integral part of these consolidated financial statements

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LUX ENERGY CORP.

FKA: Onyx China Inc.

Consolidated Statements of Cash Flows

 (Expressed in US Dollars)

(Unaudited)

		Three Months Ended
		March 31,
		2010		2009
Operating Activities
Net loss	$	(25,615)	$	(5,551)
Changes in other assets and liabilities
Accounts receivable		1,553		-
Accounts payable		1,687		-
Accrued expenses		3,986		-
Net cash used in operating activities		(18,389)		(5,551)
Investing Activities
Acquisition of oil and gas properties		(13,729)		-
Net cash used in investing activities		(13,729)		-
Financing Activities
Loan from related party		-		8,000
Notes payable advances		32,938		-
Net cash provided by financing activities		32,938		8,000
Increase in cash and cash equivalents		820		2,449
Cash and cash equivalents, beginning of the period		248		4,827
Cash and cash equivalents, end of the period	$	1,068	$	$            7,276
Supplemental disclosure of cash flow information
Non-cash transactions
Cash paid for interest	$	-	$	-
Cash paid for federal income taxes	$	-	$	-

The accompanying notes are an integral part of these consolidated financial statements

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LUX ENERGY CORP.

FKA: Onyx China Inc.

Notes to the Interim Consolidated Financial Statements

March 31, 2010

(Expressed in US Dollars)

(Unaudited)

Note 1

Basis of Presentation

The interim unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to form 10-Q and Regulation S-K as promulgated by the Securities and Exchange Commission. Accordingly, these financial statements do not include all of the disclosures required by generally accepted accounting principles for complete financial statements. These interim unaudited financial statements should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2009. In the opinion of management, the interim unaudited financial statements furnished herein include all adjustments, all of which are of a normal recurring nature, necessary for a fair statement of the results for the interim period presented.

The statements of operations and cash flows reflect the results of operations and the changes in cash flows of the Company for the three month period ended March 31, 2010 and 2009. Operating results for the three-month period ended March 31, 2010 are not necessarily indicative of the results that may be expected for the year ending December 31, 2010.

Note 2

Going Concern Uncertainty

These financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next twelve months.  Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern.  The continuation of the Company as a going concern for the year ended December 31, 2009 and March 31, 2010 is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary financing and equity financing to continue operations and to determine the existence, discovery and successful exploitation of economically recoverable reserves in its resource properties, confirmation of the Company’s interests in the underlying properties, and the attainment of profitable operations. At March 31, 2009, the Company has a working capital deficiency of $294,351 ($255,007 - December 31, 2009) and has accumulated losses of $132,707. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern.

 Note 3

Subsequent Events

The Company has evaluated subsequent events through May 14, 2010, the date which the financial statements were available to be issued.

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ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION

FORWARD-LOOKING STATEMENTS

 This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These forward-looking statements are not historical facts but rather are based on current expectations, estimates and projections. We may use words such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “foresee,” “estimate” and variations of these words and similar expressions to identify forward-looking statements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other factors, some of which are beyond our control, are difficult to predict and could cause actual results to differ materially from those expressed or forecasted. You should read this report completely and with the understanding that actual future results may be materially different from what we expect. The forward looking statements included in this report are made as of the date of this report and should be evaluated with consideration of any changes occurring after the date of this Report. We will not update forward-looking statements even though our situation may change in the future and we assume no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

BUSINESS

Corporate Overview

We were incorporated in the State of Nevada on March 27, 2007. Initially, the Company was going to import and sell Russian porcelain to distributors to chinaware and giftware stores and retail outlets. However, on June 4, 2009, our Board of Directors passed a resolution terminating our distribution agreement with PC Dulevo Porcelain. The decision to terminate this agreement was due to market research conducted by the Company, the results of which concluded that our current business plan would not result in profitable operations.  The same day our Board of Directors passed a resolution to abandon the Company’s current business plan of marketing Russian porcelain products to North America.  The Board has decided instead to actively seek acquiring interests in producing and exploration stage oil wells, focusing its search in North America.

 

Our goal is to seek to acquire quality oil and gas properties, primarily “proved producing and proved undeveloped reserves” in the United States. We see significant opportunities in acquiring properties with proven producing reserves and undeveloped acreage in fields that have a long history of production. We will also explore low-risk development drilling and work-over opportunities with experienced, strong operators. We will attempt to finance oil and gas operations through a combination of privately placed debt and/or equity. There can be no assurance that we will be successful in finding financing, or even if financing is found, that we will be successful in acquiring oil and/or gas assets that result in profitable operations.

 

We are continuing our efforts to identify and assess investment opportunities in oil and natural gas properties, utilizing free labor of its directors and stockholders until such time as funding is sourced from the capital markets. We anticipate that funding for the next twelve months will be required to maintain the Company. Attempts are ongoing to raise funds through private placements and said attempts will continue throughout 2010. We may also use various debt instruments as well as public offerings to raise needed capital during 2010.

 

As oil and gas properties become available and appear attractive to our management, funds, when they become available, will be spent on due diligence and research to determine if said prospects could be purchased to provide income for us. Established oil companies continue to strive to reduce costs and debt. This causes significant market opportunities for us to possibly position the Company with sellers that wish to divest themselves of production or proven undeveloped properties in order to provide liquidity. Our management believes that current market conditions are creating situations that could result in the opportunity for such production acquisitions.

 

We may also finance acquisition of “proven producing reserves” with production levels and cash flow by offering the secure investors with the mineral interests acquired. We may also hedge price risk by selling forward a portion of future production acquired under fixed-price contracts to minimize risk associated with commodity prices. In some cases the future value of such fixed-price contracts may be greater that the initial investments, thereby hedging the inherent acquisition risk, without limiting the upside available the stockholders and investors. There can be no assurance, however, that any of these methods of financing will be successful in helping fund our operations.

 

The operating expenses will increase as we undertake our plan of operations. The increase will be attributable to the continuing geological exploration and acquisition programs and continued professional fees that will be incurred.

 

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Producing Operations Summary - West Central Alberta A & B

These two wells are capped re-completion wells in an area with proven production. The wells were projected to produce approximately 570,000 cubic feet of natural gas per day or approximately 100 barrels of oil equivalent per day. Because these wells are already drilled, they are supported by well logs, seismic, and subsurface mapping. There are multiple producing formations under this area including Viking, Glauconite, Detrital, and Pekisko. Well A was hooked up and tied into the pipeline this March and exceeded expectations. Well B was uncapped and swabbed in July 2009, the tests came back two times as high as originally projected.

Producing Operations Summary - West Central Alberta C & D

This project is a 2 well program in West Central Alberta, near Edmonton. One is a capped re-completion well in an area with proven production records and the other was a new drill target in a proven development field. The new drill target was successfully drilled in July and encountered 3 gas zones and 1 oil zone in the Banff formation. This well has been classified as an oil discovery well.

Producing Operations Summary - Quinlan #2

This well is located in Pottawatomie County, Oklahoma.  The depth of this well is 4800 feet and we expect to produce from the Simpson Dolomite formation. The Simpson Dolomite zone is a very prolific pay zone in the State of Oklahoma.

Developments Subsequent to March 31, 2010

We entered into an Assignment Agreement with C.U. Your Oil Rig Corp. ("YOR") whereby YOR assigned to the Company all of its rights, title and interest to .4689% percentage of the partnership known as YourOilRig General Partnership No. 3 Corp., with assets consist of a 10% working interest in the oil and gas properties in Northern British Columbia referred to as the Drake and Woodrush Projects in exchange for a onetime cash payment of $11,274.00.

Business Conditions Affecting the Company

The crude oil and natural gas industry is extremely cyclical in nature. During the peaks in this cycle, oil prices are higher, exploration activities are more prolific and the costs associated with investing in and developing quality prospects are generally higher than during the downward phase of the cycle. Inherent in this industry during the peaks and valleys are several issues that can affect our ability to be successful in our business plan. These issues are as follows:

Oil and Gas Prices. Commodity prices have been relatively high for the past few years and are currently at or near all time highs. The entire industry in all aspects is extremely active, mainly due to the high prices and current political and economic climate surrounding the energy industry. Because of the increase in prices, many more exploration and production companies have been formed and many existing companies have increased exploration programs or are interested in investing in exploration.

Quality Prospects-Competition. There is intense competition in the oil and gas industry with respect to the acquisition of producing properties and undeveloped prospects. Many major and independent oil and gas companies are actively pursuing and bidding for the mineral rights of desirable properties. Although we believe that there are many quality prospects, it will be essential to our success to continually seek to acquire and explore those prospects. Sustained commodity prices could continue to make it more difficult or more costly to acquire these properties.

Oil-field Services. We may rely on independent contractors to assist in conducting our operations. However, as the competition in the industry intensifies, it may become harder for the Company to obtain drilling rigs and other oil-field services to successfully conduct our future operations. There is increased competition in the oil and gas industry for contract drillers, geologists and all other oil field services. However, we believe that current demand in the areas that we are targeting for prospects has generally been stable and our ability to acquire the necessary services will be sufficient to execute our business plan.

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Competition

The petroleum and natural gas industry is intensely competitive, and we compete with other companies that have substantially larger financial resources operations, staffs and facilities. Many of these companies not only explore for and produce crude oil and natural gas, but also carry on refining operations and market oil and other products on a regional, national or worldwide basis. Such companies may be able to pay more for productive oil and natural gas properties and exploratory prospects or define, evaluate, bid for and purchase a greater number of properties and prospects than our financial or human resources permit. In addition, such companies may have a greater ability to continue exploration activities during periods of low hydrocarbon market prices. Our ability to acquire additional properties (or interest therein) and to discover reserves in the future will be dependent upon our ability to evaluate and select suitable properties and to consummate transactions in a highly competitive environment.

Governmental Regulations and the Cost of Compliance

 

We are an independent crude oil and natural gas exploration company. Federal, state and local laws and regulations have been enacted regulating the industry which creates liability for certain environmental contamination. Environmental laws regulate, among other things, the transportation, storage, and handling of oil and gas products. Governmental regulations govern matters such as the protection of fresh water sources, both surface and subsurface, remediation of soil and water contamination resulting from business operations or accidents, disposal of residual chemical wastes, operating procedures, waste water discharges, air emissions, fire protection, worker and community right-to-know and emergency response plans. Moreover, so-called “toxic tort” litigation has increased markedly in recent years as persons allegedly injured by chemical contamination seek recovery for personal injuries or property damage. These legal developments present a risk of liability should we be deemed to be responsible for contamination or pollution caused or increased by any activities we undertake, or for an accident which occurs in the course of such activities. There can be no assurance that we will establish policies and implement the proper procedures for complying with environmental regulations will be effective at preventing us from incurring a substantial environmental liability. If we were to incur a substantial uninsured liability for environmental damage, our financial condition could be materially adversely affected.

 

Environmental Laws and Regulations

Our anticipated operations will be subject to numerous federal, state and local laws and regulations governing the discharge of materials into the environment or otherwise relating to environmental protection. These laws and regulations may require the acquisition of a permit before drilling commences, restrict the types, quantities and concentration of various substances that can be released into the environment in connection with drilling and production activities, limit or prohibit drilling activities on specified lands within wilderness, wetlands and other protected areas, require remedial measures to mitigate pollution from former operations, such as pit closure and plugging abandoned wells, and impose substantial liabilities for pollution resulting from production and drilling operations. To the extent laws are enacted or other governmental action is taken that restricts drilling or imposes more stringent and costly waste handling, disposal and cleanup requirements, our business and prospects could be adversely affected. At this time, we have no plans to make any material capital expenditures for environmental control facilities.

Employees; Identification of Certain Significant Employees

As of March 31, 2010, we have no employees. We also frequently use third party consultants to assist in the completion of various projects. Third parties are instrumental to keep the development of projects on time and on budget.

Overview

During the first quarter, the Company entered into an Assignment Agreement with a Canadian controlled private corporation. The assignment was for the purchase of the rights, title and interest to a .4689% percentage in oil and gas properties in Northern British Columbia known as the Drake and Woodrush projects. As of March 31, 2010 the finalization of the Assignment Agreement has not been completed.

As of March 31, 2010 the Company had a cease trade order placed against the Companies stock.

Liquidity and Capital Resources

At March 31, 2010, the Company had a working capital deficit of $294,351, compared to working capital deficit of $255,007 at December 31, 2009. At March 31, 2010, the total assets of the Company were $210,135, consisting of cash and oil and gas properties compared to total assets in the amount of $197,139 at December 31, 2009, consisting of cash and oil and gas properties. This increase in assets was due to the acquisition of oil and gas properties.

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At March 31, 2010 the total current liabilities of the Company increased to $295,966 from $257,355 at December 31, 2009. This increase in current liabilities was due to loans from financing activities, accounts payable and accrued interest.

The Company had decrease in cash flow of $18,389 from operating activities for the three months ended March 31, 2010 ($5,551 – 2009), a decrease in cash outflow of approximately 70%.

For the three months ended March 31, 2010 the Company used $13,729 of cash flow in investing activities ($nil – 2009).

Cash inflow from financing activities was $32,938 for the three months ended March 31, 2010 ($8,000 – 2009) which was attributable to loan advances from a Canadian controlled private corporation.

Results of Operations

Revenues

Operating revenues for the three months ended March 31, 2010 were $4,141 compared to $nil for the three months ended March 31, 2009. The increase in revenues was due from the acquisition of oil and gas properties located in Alberta, Canada.

Expenses and net loss from operations

For the three months ended March 31, 2010 operating expenses were $25,889 compared to $5,551 for the three months ended March 31, 2009. This increase of $20,338 was due to an increase in professional fees and investor relation expenses.

The Company posted a net loss of $25,615 for the three months ended March 31, 2010, compared to a net loss of $5,551 for the three months ended March 31, 2009. The principle components of losses were professional fees of $14,996 ($nil – 2009), administrative expenses of $3,703 ($5,551 – 2009), investor relation expenses of $5,273 ($nil – 2009), interest expense of $3,867 ($nil – 2009) and exploration costs of $1,917 ($nil – 2009).

We believe our market risk exposures arise primarily from exposures to fluctuations in interest rates and exchange rates. We presently only transact business in Canadian and United States Dollars. We believe that the exchange rate risk surrounding our future transactions will not materially or adversely affect our future earnings. We do not use derivative financial instruments to manage risks or for speculative or trading purposes.

Off-Balance Sheet Arrangements

We have not entered into any off-balance sheet arrangements that have or are likely to have a current or future effect on our financial condition, changes of financial condition, revenues, expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

Going Concern

 

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive activities. For these reasons, our auditors stated in their report on our audited financial statements for the year ended December 31, 2009 that they have substantial doubt that we will be able to continue as a going concern without further financing.

 

Future Financings

 

We will continue to rely on equity sales of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund planned acquisitions and exploration activities.

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

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ITEM 4. 

CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

 

Under the supervision and with the participation of our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rule 13a-15(e) promulgated under the Exchange Act, as of December 31, 2009 (the "Evaluation Date"). Based on this evaluation, our principal executive officer and principal financial officer concluded as of the Evaluation Date that our disclosure controls and procedures were effective such that the information relating to the Company, including our consolidated subsidiaries, required to be disclosed in our SEC reports (i) is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and (ii) is accumulated and communicated to management, including our principal executive officer/principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

 

Our management, including our chief executive officer and chief financial officer, does not expect that our disclosure controls and procedures or our internal controls will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Due to the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected.

 

Management's Report on Internal Control over Financial Reporting

 

Our management is responsible for establishing and maintaining adequate control over financial reporting (as defined in Rule 13a-15(f) promulgated under the Exchange Act). Our management assessed the effectiveness of our internal control over financial reporting as of December 31, 2009. In making this assessment, our management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") in Internal Control-Integrated Framework. Our management has concluded that, as of December 31, 2009, our internal control over financial reporting is effective based on these criteria.

 

Changes in Internal Control over Financial Reporting

 

Our management has also evaluated our internal control over financial reporting, and there have been no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to the date of our last evaluation.

 

The Company is not required by current SEC rules to include, and does not include, an auditor's attestation report. The Company's registered public accounting firm has not attested to Management's reports on the Company's internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1.           

LEGAL PROCEEDINGS.

We are not a party to any pending legal proceeding. No federal, state or local governmental agency is presently contemplating any proceeding against the Company. No director, executive officer or affiliate of the Company or owner of record or beneficially of more than five percent of the Company's common stock is a party adverse to the Company or has a material interest adverse to the Company in any proceeding.

ITEM 1A.

RISK FACTORS.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 2. 

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

1.

Issuance of Equity Securities in exchange for services:

None.

2.

Convertible Securities:

None.

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3.

Outstanding Warrants:

None.

4.

Sales of Equity Securities for Cash:

None.

ITEM 3.

DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4.

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

None.

ITEM 5.

OTHER INFORMATION.

None.

ITEM 6.

EXHIBITS

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SIGNATURES

Pursuant to the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		LUX ENERGY CORP.
Dated: May 14, 2010		By:   /s/ Shane Broesky
			SHANE BROESKY
			Chief Executive Officer, Chief Financial Officer, President, Secretary and Treasurer

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